the transmission of corporate risk culture: evidence from bank acquisitions · 2015-12-02 · the...
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The Transmission of Corporate Risk Culture:Evidence from Bank Acquisitions∗
Charles Boissel† Thomas Bourveau‡ Adrien Matray§
October 2015
Abstract
This paper examines the transmission of risk assessment practices related to future
loan defaults in the banking industry. Using bank acquisitions as shocks in a difference-
in-differences research design, we provide evidence that acquiring banking groups trans-
fer their discretionary risk assessment practices to newly acquired banking subsidiaries.
Specifically, we document an increase in the comovement between acquiring and tar-
get banks’ loan loss provisions following the acquisition that is not explained by banks’
underlying risk factors. We further perform additional tests to plausibly rule out reverse
causality and selection concerns. Overall, our findings shed light on how discretionary
risk assessment practices are transmitted, which is relevant to regulators trying to
assess factors affecting the systemic risk of the banking industry.
Keywords: Risk Practices, Bank Acquisition, Loan Loss Provision
JEL Classification: G21, G32, M41, M14
∗We are indebted to Robert Bushman, Miguel Duro-Rivas, Denis Gromb, Luigi Guiso, Robin Greenwood,Ulrich Hege, Mingyi Hung, Bin Ke, Anya Kleymenova, Evren Ors, Clemens Otto, Venky Nagar, DelphineSamuels, Jordan Schoenfeld and Chris Williams as well as workshop participants at the University of Illinoisat Chicago and the Hong Kong University of Science and Technology for helpful comments and discussions.All errors are our own.
†HEC Paris, Department of Finance - [email protected]‡Hong Kong University of Science and Technology, Department of Accounting - [email protected]§Princeton University, Department of Economics, Bendheim Center for Finance - [email protected]
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1 Introduction
This paper examines how corporate culture affects managers’ discretionary choices of risk
assessment in the banking industry. The prevalent opinion among business press, regulators
and scholars is that inadequate culture is often to blame in large corporate scandals. Indeed,
“limit pushing values” and lack of monitoring processes have been cited as contributing
factors in the Enron case.1 Similar critiques applied to the recent crisis in the financial
industry. For example, Nobel Laureate Robert J. Shiller identified corporate culture, which
he refers to as “the spirit of the times”, has one of the driving forces behind the 2008-2009
financial crisis. In line with this statement, Fahlenbrach et al. (2012) find indirect evidence
that persistence in banks’ risk culture explains their performance during the recent crisis.
Despite such criticisms, the empirical literature in accounting, economics and finance has
not been able to fully quantify the role played by corporate culture in order to understand
firm policies. The lack of empirical results can be explained partly by the challenge of
carefully observing and quantifying corporate culture across organizations.2 The central
contribution of this paper is to develop an empirical model to identify plausibly exogenous
changes in corporate culture and test whether such changes explain variations in managers’
discretionary choices in the context of risk assessment.
Corporate culture has been defined in various ways. In economic theory, the importance
of corporate culture stems from contract incompleteness (Grossman and Hart, 1986). In this
context, corporate culture helps agents within firms to deal with situations with multiple
equilibria (Kreps, 1990). In this paper, we refer to corporate culture as all types of rules,
either formal or informal, explicit or tacit, used in an organization to shape agents’ behavior.
Specifically, we study risk culture, which refers to variations in risk-taking behavior across
organizations.
1See, for example, the article entitled “At Enron, Lavish Excess Often Came Before Success”, publishedin the Wall Street Journal on February 26, 2002.
2We acknowledge that there is a vast literature in the social sciences examining the role of corporateculture in organizations. We briefly review this literature in Section 2.
2
We focus on the banking industry and examine one dimension that is particularly likely
to be subject to corporate risk culture: discretionary risk assessment, measured using loan
loss provisions (LLPs, hereafter). Loan loss provisions are non-cash expenses that repre-
sent a bank’s estimate of future loan losses. Such provisions are important because they
are associated with banks’ risk-taking profiles (e.g., Bushman and Williams, 2012, 2015).
Since there is no single way to estimate these provisions, managers’ subjectivity is likely to
be influenced by the rules, norms and preferences embedded in an organization. Indeed,
prior accounting studies establish that there is significant heterogeneity across banks in the
timeliness and accuracy of their LLPs (e.g., Liu and Ryan, 1995, 2006). Furthermore, prior
studies also show that banks use reporting discretion in LLPs for various reasons, including
circumventing capital adequacy requirements or smoothing earnings.3 As a result, LLPs,
which represent the largest accrual in a bank’s financial statement constitute a well-suited
corporate outcome to examine the transmission of risk culture.
To identify the impact of risk culture on banks’ discretionary choices about future loan de-
fault reporting choices, we rely on banking groups’ acquisitions of new banking subsidiaries.
Specifically, we develop and use a difference-in-differences design to test whether the comove-
ment in loan loss provision between a newly acquired subsidiary and the existing subsidiaries
of the acquiring banking group increases after the acquisition date. If the acquiring group
is able to impose its risk-assessment culture onto the target bank, we expect the LLPs of
the target bank to follow that of the acquiring bank more closely after the acquisition is
completed.
We retrieve bank balance-sheet data using the FED Call Reports database and identify
4,560 changes in ultimate ownership for our sample of U.S. banks over the 1976 - 2005 period.
We restrict our sample to the pre-2005 period to avoid capturing the effect of the financial
crisis on credit losses and the increased uncertainty about future loan defaults.
3Beatty and Liao (2014) provide a survey of the research on banks’ financial accounting. Specifically, theirSection 5 reviews the literature on banks’ financial reporting discretion and capital and earnings management.
3
We first establish that the comovement in LLPs between the target and the banking
group increases after the acquisition date and that the effect is permanent. In our regression
specifications, we control for a number of bank and state characteristics, and in particu-
lar the default rate of their loan portfolio that have been shown in the literature to affect
LLPs and that could plausibly affect the acquisition decision as well. We further corrobo-
rate our findings by adding various sets of fixed effects to our model. In the most stringent
specification, we remove any unobserved time-varying heterogeneity across states by adding
state-year fixed effects.4 Moreover, we find that the increase in comovement does not pre-
cede the acquisition itself. This suggests that our results are driven by the transmission of
risk culture within banking groups rather than by banking groups selecting targets whose
discretionary behavior is already similar ex ante to that of the group.
We next extend our analysis by following Angrist and Krueger (2001), who argue that
most exogenous shocks have an heterogeneous effect across affected subjects. We conduct
three sets of cross-sectional tests. First, we predict and find that our effect is more pro-
nounced when the acquiring and target banks are located in the same metropolitan area.
This finding is consistent with the literature in economic geography arguing that the trans-
mission of knowledge across firms and the ability to influence peers are enhanced by geo-
graphic proximity.5
Second, we partition our sample based on the ability of an acquirer to plausibly influence
the behavior of its target and find that greater bargaining power amplifies the effect. Using
relative size as a proxy for bargaining power, we find that our effect is smaller when the
size of the target is relatively large compared to that of the acquiring bank. This finding
4This set of fixed effects ensures that we remove any change in regulation and/or macroeconomic shocksat the state level that may affect both the number of bank acquisitions and the comovement in LLPs. We usestate-year fixed effects because, as shown by Gormley and Matsa (2014), using the average effects estimatorwhere the dependent variable is manually demeaned produces a biased estimate.
5The notion of geographic proximity is central in the agglomeration economic literature and innovationliterature studying “knowledge spillovers”. For surveys, see, for example, Audretsch and Feldman (2004)and Carlino and Kerr (2014). In the banking literature, a recent study by Gaspar (2015) provides plausiblycausal evidence that a reduction in distance between a bank’s headquarters and its subsidiaries improves themonitoring of the subsidiaries, which translates into higher performance.
4
is consistent with previous studies in the M&A literature arguing that larger size serves
as an effective takeover defense (e.g., Masulis et al., 2007). This result is also in line with
experimental studies that document the existence of post-merger cultural clashes when the
size of the two merging entities is comparable (e.g., Weber and Camerer, 2003).
Third, we explore another dimension and study how our results vary with the organiza-
tional structure of the target bank. Indeed, prior research suggests that corporate culture
evolves with a firm’s organizational structure (e.g., Berson et al., 2008). Thus, we hypoth-
esize that a target bank’s risk culture is more likely to be closer to that of their future
acquiring banking group if it already belongs to an existing banking group. In lines with
this prediction, we find that our effect is amplified if the target is a stand-alone bank relative
to target banks that already belong to a banking group before the acquisition.
We next study in more detail what type of risk culture is transmitted to the target bank.
In particular, we classify banks as being “risk-taking” if their amount of LLPs is lower than
the one predicted by their economic characteristics, including And that of their loan portfolio.
Similarly, we classify banks as “risk averse” if their amount of LLPs is higher than the one
predicted by their characteristics.6 We find that following the acquisition, target banks adopt
a more aggressive risk assessment policy if their acquiring banking group is also following
aggressive reporting choices with respect to loan loss provisions. This particular finding is
important because it indicates that increase in concentration in the banking industry over
time lead “risk taking banks” in terms of reporting choices to impose similar risk culture to
more “risk averse” target banks after their acquisition.
Finally, we acknowledge that acquired banks may systematically differ from non-acquired
ones, and that some remaining unobservable characteristics may drive our results. That is,
it might be that some unknown factors driving the acquisition decision might lead the LLPs
of the target and acquiring banks to comove more even in the absence of the acquisition.
6To perform this classification, we compare the residuals of an estimation of the expected level of loanloss provisions based on banks’ economic characteristics following the models discussed in Beatty and Liao(2011).
5
To account for this endogeneity concern, we use a matching technique. Specifically, we
match each acquired bank in our sample with another non-acquired bank to create a control
group of placebo target banks using Mahalanobis matching.7 Our analysis reveals that the
comovement in LLPs between our group of placebo target banks and acquiring banking
groups does not increase around the placebo acquisition date. This reduces the risk that our
results are driven by banks’ characteristics in the pre-acquisition period.
Our paper is related to four strands of literature. First, we contribute to the literature
on the role of corporate culture in organizations, while prior studies focus mostly on the role
of national culture, including in M&A settings (Ahern et al., 2012). Recent studies started
to quantify how corporate culture is associated with corporate policies and firm charac-
teristics (Cronqvist et al., 2009; Popadak, 2014; Guiso et al., 2015). Our paper innovates
along two main dimensions. First, our design allows us to make a plausible causal claim
and document that corporate culture is transferred from acquiring groups to target banks.8
Importantly, we find that the change in behavior does not precede the change in owner-
ship, which plausibly suggests that we capture changes in culture that occurred after the
acquisition. Second, we concentrate our analysis on the transmission of corporate culture in
financial institutions. Thus, our findings also relate to the growing literature investigating
banks’ characteristics during the recent financial crisis, including managers’ compensation
and risk incentives (Fahlenbrach and Stulz, 2011; Cheng et al., 2014). Other studies find
indirect evidence that corporate culture may explain banks’ performance sensitivity to eco-
nomic crises (Fahlenbrach et al., 2012) and that a common profit-oriented corporate culture
affects employees across multiple activities within financial institutions (Pacelli, 2015).
Second, our findings contribute to the accounting literature that examines the determi-
7We require our matched control bank to be located in the same state as the one that is actually acquiredand then match on observable characteristics in the year of the acquisition. We discuss our approach infurther detail in Section 6.
8In a related study, Fisman et al. (2015) provide causal evidence that cultural proximity between bankofficers and borrowers improves the efficiency of credit allocation. However, their study examines culturalproximity between contracting parties, while our paper focuses on corporate culture. Therefore, our paperis to our knowledge the first one to make a plausible causal claim regarding the effect of corporate cultureon firms’ decisions.
6
nants of managers’ discretionary choices regarding LLPs. Prior studies document that bank
managers use the discretion allowed within accounting standards in their LLPs to manage
their reported regulatory requirements (Moyer, 1990; Beatty et al., 1995; Collins et al., 1995)
and that this behavior is concentrated in the pre-Basel period (e.g., Ahmed et al., 1999).
Other studies specifically examine the use of discretion in LLPs for earnings management
incentives to avoid a decrease in reported earnings (Beatty et al., 2002). Our findings high-
light that the transmission of corporate culture through acquisitions explains part of banks’
observed heterogeneity in their loan loss provisioning.
Third, our results speak to the accounting literature investigating the consequences of
banks’ loan loss provision choices. Recent studies highlight the negative consequences of
aggressive reporting choices for banks during economic downturns and its implications for
the stability of the financial industry in general (Bushman and Williams, 2012, 2015; Ng
and Roychowdhury, 2015). Our results highlight the role played by bank acquisitions in
turning more banks to opt for aggressive reporting choices, which may ultimately increase
the systemic risk of this industry.
Lastly, our paper relates to the literature studying the consequences of bank mergers.
Regarding prices, researchers have documented the unfavorable effects of increased market
concentration on deposit rates (Prager and Hannan, 1998), consumer loan rates (Kahn et al.,
2005), real-estate loan rates (Garmaise and Moskowitz, 2006) and commercial and industrial
loan rates (Sapienza, 2002; Erel, 2011). The effects of market concentration on efficiency in
the financial sector are more nuanced (e.g., Jayaratne and Strahan, 1998; Karceski et al.,
2005; Hombert and Matray, 2014).
The rest of the paper is organized as follows. We review the literature and develop our
hypotheses in Section 2. Section 3 describes the data sources and variables. In Section 4, we
present our empirical strategy. In Section 5, we report our main findings. Robustness tests
are discussed in Section 6. Section 7 concludes.
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2 Hypothesis Development
Corporate culture is often described by practitioners as an underestimated key factor in
organizational success.9 It has been defined in various ways, and the absence of a unified
definition stems from the challenge of precisely quantifying all its aspects. Formally, economic
theory defines corporate culture as a tool to help agents within firms dealing with situations
with multiple equilibria (Kreps, 1990; Hermalin, 2001).
In this paper, we focus on “risk culture”, which refers to the relevance of culture for
risk-taking choices within organizations / banks. This encompasses all types of formal and
informal guidance that influence employees’ behavior with respect to risk taking. As such,
this definition includes both formal control systems and informally shared values or beliefs
and is derived from the Competing Values Framework developed in the organization theory
literature (e.g., Quinn and Rohrbaugh, 1983; Quinn and Cameron, 1983). This particular
framework has been used recently by Thakor (2015) in his review of the literature on cor-
porate culture and its application to the financial sector. While risk culture is only one
component of a firm’s overall corporate culture, it is important to note that recent studies
argue that observed risk priorities that exist within an organization mirrors a corporate cul-
ture’s values (e.g., Lo, 2015). This indicates that if our analysis captures some form of risk
taking within banks, it is plausibly generalizable to banks’ overall corporate culture.
The common challenge to empirical studies is that corporate culture is difficult to quantify
in systematic ways for a large sample of firms. Prior studies have opted for various solutions
to examine the role of corporate culture. Early studies aimed at assessing variations in
culture across organizations often use cross-country comparisons (Hofstede et al., 1983).
Other researchers choose to use detailed within-organization case studies (e.g., Larcker and
Tayan, 2015). For larger samples of firms, prior studies usually rely on two types of construct
to quantify corporate culture. A first set of articles relies on observable CEO characteristics
9For example, see http://www.greatplacetowork.com/publications-and-events/blogs-and-news/2430-you-cant-legislate-a-smile.
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to proxy for the strength of a firm’s ethical values and relates this feature to various corporate
outcomes such as financial fraud. These characteristics include, for example, suspect options
backdating (Biggerstaff et al., 2015), managers’ taste for luxury products and/or their prior
legal infractions (Bushman et al., 2015; Davidson et al., 2015), and CEO military experience
(Benmelech and Frydman, 2015). A second set of studies quantifies corporate culture across
firms using surveys. For example, Guiso et al. (2015) use a novel dataset based on extensive
surveys of the employees of approximately 1,000 U.S. firms developed by the Great Place to
Work Institute. Next, they correlate the strength or features of corporate culture to firms’
characteristics.
The strength of the studies using surveys and/or CEO characteristics is that they quantify
one aspect or several aspects of a firm’s culture over large enough samples to use economet-
ric tools. The drawback of this approach is that it does not account for the endogenous
relationship between a firm’s culture and other corporate characteristics.10 In this paper,
we adopt a novel approach and develop an empirical model to account for the endogenous
relationship between corporate culture and firm policies. That is, instead of quantifying cor-
porate culture for an organization in a given year, we use bank acquisitions as a unexpected
change in corporate culture for newly acquired banks. We next examine whether the culture
of the acquiring bank in terms of risk assessment is transmitted to the acquired bank.11
Practitioners and scholars have stressed that the process of cultural transfer from ac-
quiring to target companies (i.e., acculturation) is part of firms’ post-acquisition integration
plans. However, the ability of an acquiring firm to transfer its culture remains unclear.
Indeed, prior studies in organization behavior document strong resistance to acculturation
processes (e.g., Nahavandi and Malekzadeh, 1988; Weber and Camerer, 2003). In this paper,
we first conjecture that banking groups engage in acquisitions and subsequently transfer their
10One exception is the study by Benmelech and Frydman (2015) that exploits exogenous variation in thepropensity to serve in the military as an instrument for CEO traits.
11We acknowledge that the choice of the target bank is unlikely to be random. In section 5, we provideevidence that target banks are not selected because they exhibit behavior similar to their future parentcompany’s before the acquisition. In section 6, we run additional tests to rule out the risk that our effectsprimarily reflect a selection problem.
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risk culture, including control systems and values related to risk, to newly acquired banking
subsidiaries as part of their post-acquisition integration plans to homogenize practices within
banking groups. We therefore formulate our main hypothesis:
Hypothesis 1: Acquiring banks transfer their corporate culture of risk assessment to
their acquired subsidiaries.
Next, we develop three cross-sectional predictions following Angrist and Krueger (2001),
who argue that most exogenous shocks have a heterogeneous effect across the treatment
sample. That is, if our main hypothesis is true, the transmission of risk culture through
acquisitions should vary in predictable ways across acquired banks.
There is a vast body of research in economics stressing the importance of geographic
proximity for the diffusion of information. This notion has been particularly important in
the urban economic literature, that identifies “knowledge spillovers” as one of the three
main reasons for the importance of agglomerations.12 Information diffuses locally in part
because physical proximity increases the ability of economic agents to exchange ideas and
learn about important incipient knowledge, in particular tacit knowledge (e.g., Jaffe et al.,
1993; Audretsch and Feldman, 1996; Matray, 2015). In the finance literature, geographic
proximity has also been identified as crucial in the diffusion of information in the case of
retail traders (Grinblatt and Keloharju, 2001; Coval and Moskowitz, 2001), analysts (Malloy,
2005), and institutional investors (Baik et al., 2010).
Prior studies also suggest that changes in agents’ preferences and/or beliefs occur through
repeated interactions (e.g., Guttman, 2003), which are facilitated by proximity. In the bank-
ing literature, a recent study by Gaspar (2015) relies on a plausibly causal setting and doc-
uments that a reduction in the distance between a bank’s headquarters and its subsidiaries
leads to improved monitoring. In the context of bank acquisitions, we then conjecture that
the transfer of culture from groups to newly acquired subsidiaries is facilitated by the geo-
12The other two reasons are the sharing of workers and the sharing of inputs. For surveys, the reader canrefer to Audretsch and Feldman (2004), Moretti (2004), Feldman and Kogler (2010) and Carlino and Kerr(2014).
10
graphical proximity of the two organizations. This leads to our second hypothesis:
Hypothesis 2: The transmission of corporate culture in terms of risk assessment is
stronger when acquiring and target banks are located in the same geographical area.
The prevailing view among practitioners is that corporate culture largely explains failures
in M&A transactions. Specifically, insufficient compatibility between bidder and target firms’
cultures is said to offset the expected synergies of the deal.13 In line with this argument, Cai
and Sevilir (2012) find that board connectedness plays an important positive role in M&A
value creation. They suggest that such connections might help acquiring firms to assess
ex ante the compatibility of firms’ culture. M&A failures due to incompatible corporate
cultures may also arise because of employees’ post-merger actions. Indeed, prior studies
provide evidence of post-merger resistance to acculturation (Weber and Camerer, 2003; Yu
et al., 2005). As a result, studies also show that the ability of an acquirer to influence its
target depends on its bargaining power (Capron and Shen, 2007). In the context of M&A,
Masulis et al. (2007) argue that size serves as an effective takeover defense. That is, the larger
the target firm relative to the acquiring firm is, the more difficult it is for the acquiring firm
to impose its values and processes. As a result, we posit that the transmission of corporate
culture varies with the relative size of the target bank and formulate our third hypothesis:
Hypothesis 3: The transmission of corporate culture in terms of risk assessment is
stronger when the relative size of the target bank is smaller.
Finally, studies from the organization literature note that organizational characteristics
affects a firm’s corporate culture (e.g., Berson et al., 2008). As a result, we expect target
banks that belong to existing banking group to have developed a risk culture that is closer
to that of their future new parent banking group relative to stand-alone bank. This leads to
our final hypothesis:
Hypothesis 4: The transmission of corporate culture in terms of risk assessment is
stronger when the BHC acquires an independent target bank.
13See, for example, http://www.globoforce.com/gfblog/2012/6-big-mergers-that-were-killed-by-culture/
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3 Data
In this section, we describe our sample selection, explain the procedure we followed to
identify bank acquisitions, and present our data.
3.1 Data Sources
All banking institutions regulated by the Federal Deposit Insurance Corporation, the
Federal Reserve, or the Office of the Comptroller of the Currency file Reports of Condition
and Income, known as Call Reports. Call Reports include balance sheet and income data
on a quarterly basis and also report the identity of the entity that holds at least 50% of a
banking institution’s equity stake (RSSD9364 ), which we use to link banking subsidiaries to
their parent BHCs.
We restrict our sample period to the 1976 - 2005 period to avoid capturing the effect
of the recent financial crisis. Our research design is built upon the use of Bank Holding
Companies (BHCs, hereafter) subsidiaries’ balance sheets data. One challenge in our setting
is that ever since the enactment of the Riegle-Neal Act in 1995, BHCs have been allowed to
consolidate their balance sheets nationwide. This implies that after 1995, only a subset of
BHCs continued to report subsidiary level data.14
For each bank, we collect the amount of loan loss provisions (LLPs) (item riad4230 ) at
the end of each fiscal year. In our sample, we scale LLPs by banks’ total loans. We also
obtain data on total assets (item rcfd2170 ), total loans (item rcfd2122 ), real estate loans
(item rcfd1410 ), agricultural loans (item rcfd1590 ) and commercial and industrial loans
(item rcfd1600 ), as well as loans to individuals (item rcfd1975 ) and non-performing loans
(computed as the sum of items rcfd1403 and rcfd1407 ). We remove observations for which
the amount of loan loss provision is unavailable or negative. Finally, we retrieve information
on each bank’s state of location (item rssd9210 ) and its metropolitan statistical area (item
14To account for this empirical concern, we follow Landier et al. (2015) and perform a robustness test byrestricting our sample up to 1995. We discuss this specification in Section 6 and find that our results remainunchanged.
12
rssd9180 ).
We supplement our bank-level data with state-level data. Specifically, we obtain data
on state population and state population income from the Regional Tables of the Bureau of
Economic Analysis.
3.2 Acquisition-Level Variables
Our identification strategy relies on identifying banks that are acquired by another BHC
on a given date. To do so, we use the fact that all banks report their own BHC in the
call reports database (item rssd9348 ). To identify acquisitions, we then simply look for
changes in the reported BHC.15 Figure 1 plots the distribution of bank acquisitions over our
sample period. We only use the acquisitions between 1978 and 2003, in order to have at
least two years of data pre and post acquisition for all acquired banks in our sample. On
average, there are 226 acquisitions per year. The minimum number of acquisitions, 64, was
achieved in 2003. The maximum number of acquisitions, 411, occurred in 1986. Graphically,
we observe that banks’ acquisitions were more intense during the 1980s. This phenomenon
occurred as a response to the staggered adoption of state laws that allowed banks to expand
their activities both within state and across states (e.g., Jayaratne and Strahan, 1996).
For each acquisition, we identify all subsidiaries that were owned by the acquiring BHC
in the quarter preceding the acquisition. We then use this group of banks, to compare the
LLP comovement with the newly acquired bank before and after the acquisition date. To
do so, we compute the end of fiscal year mean of loan loss provisions of this group in the
period composed of the eight years before the acquisition year and the eight years following
the acquisition year. A subsidiary of this banking group remains in the group as long as the
ultimate BHC does not change.
Our final dataset is a panel of 4, 560 acquisitions of public and private banks where, for
each acquisition, we obtain the end of year LLP of the acquired bank, denoted i and the
15A bank that does not have a BHC is classified as an independent bank following Landier et al. (2015).
13
average LLP of the other subsidiaries of its acquiring BHC, denoted j.16 We also follow
Landier et al. (2015) and identify the location of the acquiring BHC as the state in which it
has its largest share of assets the quarter preceding the acquisition.
3.3 Loan Loss Provision as a Proxy for Risk Culture
Throughout our analyses, we use loan loss provisions as a discretionary measure in the
context of risk assessment. The use of LLPs raises two concerns. First, to what extent are
LLPs discretionary? Second, do LLPs represent an item that is economically significant?
First, loan loss provisions represent an accrued expense that a bank sets aside to cover
potential losses on loans. Under U.S. GAAP, the accounting model for recognizing credit
losses is commonly referred to as an “incurred loss model”. Indeed, accounting guidance
requires only that banks estimate their provision using all observable data on probable
losses that have not occurred yet. Thus, critics often argue that such estimates are highly
subjective. To further gauge the subjectivity and variation inherent in banks’ loan loss
provisioning, the reader can refer to the discussions contained in the recent review paper by
Beatty and Liao (2011).
Second, loan loss provisions constitute the largest accrual in banks’ financial statements.
Consequently, the role of LLPs in the recent financial crisis has attracted attention from
regulators and standard setters. Indeed, a recent study by Ng and Roychowdhury (2015)
documents that loan loss provisions, which are added back into banks’ Tier 2 capital ratio,
are positively associated with bank failure risk. Other studies find that characteristics of
loan loss provisions are associated with the risk-taking profile of banks (e.g., Bushman and
Williams, 2012, 2015). As a result, there is currently a global debate about whether to shift
from an incurred loss model to an expected loss model to estimate loan loss provisions in a
more timely manner, which should enhance the stability of the financial system.
16To account for changes in the composition of the banking group, we focus only on the set of subsidiariesthat were owned by the BHC before the acquisition when we compute the average LLP.
14
3.4 Summary Statistics
Our sample differs significantly from that used in the majority of previous accounting
studies since we study the entire universe of U.S. banks, while most studies examine the
behavior of publicly listed U.S. banks.17 Indeed, our objective is to maximize the size of
our sample to draw causal inferences and exploit variation in the characteristics of bank
acquisitions to strengthen our claim. As a result, our main sample contains 56,046 bank-
year observations for 4,560 U.S. banks that are acquired during our sample period. Target
banks are located in the same metropolitan statistical area (MSA, hereafter) in 11% of the
transactions.
Table 1 displays the summary statistics for our sample of 4, 560 acquisitions over the
1976 to 2005 period. This table reveals that, on average, acquiring banking groups are
composed of approximately 10 subsidiaries in the quarter preceding the acquisition and
make 15 acquisitions on average during our sample period. Target banks belongs to banking
groups that are, on average, composed of almost 4 subsidiaries. However, the distribution is
skewed since at the median, target banks are independent.
Table 2 displays the bank-level summary statistics for our main sample of 56,046 bank-
year observations over the 1976 to 2005 period. Target banks’ loan loss provisions represent,
on average, 0.59% of banks’ total loans. For our acquiring banking groups, the average LLPs
represent 0.54% of banks’ total loans. At the mean (median) of the distribution, banking
groups’ size (proxied by total assets) is $6.8 ($1.0) billion. For target banks, the average size
is $335 million, while the median is $57 million. Given the skewed distribution of bank size,
we take the logarithm of total assets in our regression analyses. These figures are generally
similar to those in Jiang et al. (2015), who examine the behavior of BHC as a response to
banking deregulation. However, in our sample the standard deviation and absolute values of
our growth variables, are larger (more volatile) presumably because our sample is composed
of target banks that are, on average, more than ten times smaller than their BHCs.
17See Beatty and Liao (2014) for a recent review of the accounting literature on banks.
15
4 Identification Strategy
Our main research hypothesis is that risk evaluation practices are transmitted to banks
through acquisitions. We empirically test this conjecture by comparing the change in the
comovement of the LLPs between newly acquired banks and subsidiaries of the acquiring
banking group before and after the acquisition date, after controlling for various risk factors.
This approach treats acquisitions as shocks and builds on the work of Barberis et al. (2005)
and Boissel (2014).18 The central intuition is that this comovement should increase after
the acquisition date, since target banks start being influenced by the practices of acquiring
banking groups. Specifically, we estimate the following difference-in-differences model:
LLPi,t = LLP BHCj,t + Post Acquisitioni,t + LLP BHCj,t X Post Acquisitioni,t
+ Bank Controlsi,t + State Controlss,t
+ Controlsi,j × Post Acquisitioni,t + γt + ε (1)
In this model, i indexes acquired banks, j indexes acquiring BHC, s indexes state and t
indexes time. The dependent variable, LLPi,t, is the end of year loan loss provision of the
acquired bank i in year t. LLP BHCj,t is the end of year average loan loss provisions of all
subsidiaries already owned by the acquiring banking group j in the quarter preceding the ac-
quisition.19 Post Acquisition is an indicator variable that equals one after the acquisition of
bank i by the acquiring BHC j, and zero otherwise. In this model, θi,j represents acquisition
fixed effects and γt represents year fixed effects. Acquisition fixed effects are defined for each
acquisition event, i.e., each pair of a newly acquired bank and its acquiring BHC. Acquisition
18Barberis et al. (2005) use additions to the S&P 500 and find that increases in comovement betweenfirms’ beta and that of the S&P 500 index are not explained by changes in firms’ fundamentals but ratherby the role played by sentiment in financial markets.
19We use simple averages of all subsidiaries’ loan loss provisions for our main set of tests. However, inSection 6, we provide evidence that our results are robust to using weighted averages that take into accountthe relative size of subsidiaries within the banking group.
16
fixed effects capture time-invariant characteristics of the acquisition, such as bank-specific
shocks that could drive the decision to acquire a bank and future comovements in LLP.20
Year fixed effects absorb for aggregate shocks and common trends in M&A activity and LLP
decisions. Finally, in the most stringent specifications, we follow the recommendation of
Gormley and Matsa (2014) and augment our model with State × Year fixed effects. This
removes any time varying shocks and state characteristics that might affect banks’ acquisi-
tions and LLP decisions, including state business cycles and time-varying state institutional
differences (e.g., banking regulation, marginal tax rate).
The coefficient on LLP BHC captures the correlation between a target bank and its
future acquiring BHC before the acquisition took place. The coefficient on Post Acquisition
cannot be interpreted directly, since LLP BHC is a continuous variable.21 The variable
of interest is LLP BHC × Post Acquisition. Its coefficient corresponds to our difference-
in-differences estimate, that measures whether the LLP of a target bank comoves more or
less with that of an acquiring BHC following the acquisition. The identification relies on
comparing the correlation of LLP before and after the acquisition relative to a control group
of banks that have not been acquired yet. Our hypothesis predicts that this coefficient
should be positive and statistically significant to reflect a transfer of corporate culture in
risk practices between acquiring banking groups and target banks.22
It is important to note that in all our specifications, when controls are introduced, we also
add the controls interacted with the dummy Post Acquisition Controls × Post Acquisition.
This authorizes the effect of control variables to vary non parametrically after the acquisition.
20Note that acquisition fixed effects represent a more conservative approach relative to simply includingBHC fixed effects in our model. Indeed, BHC fixed effects would only remove time-invariant characteristicsfrom a given acquiring banking group for all the acquisitions performed by this group. As said, acquisitionfixed effects remove all time-invariant characteristics common to both target and acquiring banks. Thisnuance is important because we cannot rule out that a time-invariant unobservable characteristic commonto a target bank and its acquiring group drives the acquisition.
21Specifically, Post Acquisition captures the increase in comovement in LLPs after the acquisition if theloan loss provision of the BHC is equal to zero, which never occurs in our sample.
22In section 6, we implement another strategy to account for the possibility that acquired banks differsignificantly from non-acquired ones. Specifically, we use a matching algorithm to create a control group ofplacebo banks that are not acquired but share similar characteristics with acquired banks.
17
In particular, it allows us to take into account the possibility for underlying risks of loans to
vary after the acquisition, and makes sure that the change in LLP choice we observe is not
driven by a change in the loan portfolio.
Our source of variation in risk practices related to future expected loan defaults comes
from banking acquisitions. Thus, we cluster standard errors by acquisition.23 This clustering
method accounts for potential time-varying correlations in omitted variables that affect both
acquiring and target banks around the acquisition (Bertrand et al., 2004). We further add
two sets of control variables to our model. First, we include various bank level controls
that are known to be prime determinants of loan loss provisions and could plausibly affect
acquisition decisions as well. We follow the models described in Beatty and Liao (2014)
and incorporate banks’ leverage, size, loan growth, non-performing loan growth and loan
concentration to our model. It is important to note that those variables are meant to
capture banks’ underlying risk that affect the provisioning of future loan losses. As a result,
the coefficient on LLP BHC × Post Acquisition captures the discretionary increase in
comovement in LLP after the acquisition that is not explained by traditional underlying risk
factors. Second, we also include state-level controls to ensure that our results are not driven
by changes in local economic conditions rather than the acquisition itself and the induced
changes in risk evaluation practices. This list of control variables includes state population,
personal income, and personal income growth.
5 Results
5.1 Baseline Results
We start by providing a graphical illustration of the increase in LLPs’ comovement around
the bank acquisition date. To do so, we first compute the correlation between the LLPs of
the target bank and the LLPs of the acquiring banking group. The correlation is computed
23We find similar results if we cluster the standard errors either at the BHC or state level.
18
on a yearly basis, using a five-year centered moving window starting six years before the
acquisition and ending six years after.24 We then calculate the average correlation on a
given year relative to the acquisition year, and we plot it in Figure 3. Graphically, the
correlation is flat before the acquisition and rises sharply right after the acquisition. Note
that if it starts to increase two years before the acquisition date, this is simply because we
use a five year centered window to compute correlations. This clearly indicates that the
LLP comovement of a target and the subsidiaries of the acquiring BHC is strongly affected
after the acquisition, in line with our predictions. The correlation increases approximatively
threefold after the acquisition, from 0.1 to 0.27, an economically highly important effect.25
We next turn to our multivariate analyses and test our main hypothesis by formally
estimating the empirical model described in Equation (1). Table 3 displays the results. The
coefficient on LLP BHC × Post Acquisition is positive and statistically significant at the
1% level across all specifications, meaning that the comovement in LLPs between target and
acquiring banks increases significantly after the acquisition. In column (1), we report the
estimation of our model with acquisition fixed effects only. In column (2), our results hold
when we add year fixed effects, that absorb macroeconomic shocks. In column (3), we replace
year fixed effects by state × year fixed effects to account for time-varying unobservable events
at the state level, including changes in state regulation. Specifically, including state × year
fixed effects rules out the concern that our effects could be driven by heterogeneity in banking
deregulation across U.S. states. Finally, in column (4), we augment our model with bank
and state-level covariates and interact each control with our Post Acquisition dummy, to
capture in a flexible way all variations after the acquisition.26 Our results indicate that
target banks’ LLPs after the acquisition takes place, follow a pattern that is more similar
to that of their acquiring BHC, after we account for macro-economic shock and observable
24For example, in the year of the acquisition, we compute the correlation using the target’s and the BHCLLPs in years -2, -1, 0, +1 and +2, where year 0 refers to the acquisition year.
25Note that at this stage we cannot distinguish whether the increase in correlation is driven by increasesin the riskiness of banks’ assets and/or by a transmission of risk assessment practices.
26Throughout the paper we only report the main coefficients for the control variables for the ease ofpresentation but we systematically interact all control variables with the Post Acquisition dummy.
19
economic determinants of loan loss provisions.
Note that the coefficient on LLP BHC is positive and statistically significant across
our four specifications too. This indicates that there exists a pre-acquisition comovement
between target and acquiring banks. However, the magnitude of the effect is sharply re-
duced in column (3) when we introduce state × year fixed effects, while the magnitude
of the coefficient on LLP BHC × Post Acquisition remains unchanged. This suggests
that the pre-acquisition comovement is largely explained by local economic shocks while the
post-acquisition increase in comovement is likely driven by transmission of risk assessment
practices within banking groups.
Recall that in our main analysis, we examine the comovement in raw levels of loan loss
provisions between acquired and acquiring banks and do not use discretionary/abnormal
levels in LLPs. Thus, we need to control for risk factors that affect LLP decisions to ensure
that our results are not simply driven by a convergence in economic signals regarding future
loan defaults. The control variables reported in Table 3 carry the expected sign discussed
in Beatty and Liao (2014). For example, changes in non-performing loans are positively
related to contemporaneous levels of loan loss provisions.27 The coefficient on Log(Asset)
is not statistically significant, whereas it is positive and statistically significant in other
studies. This is due to the inclusion of acquisition fixed effects in our model, while the target
bank’s size is unlikely to vary significantly around the acquisition date. The coefficient on
Loan growth is negative and statistically significant as in the different models reported in
the Beatty and Liao (2014) survey paper. Furthermore, the coefficient on Personal income
growth is negative and statistically significant, consistent with the idea that increases in local
household income reduce the risk of future default on existing loans.
To gauge the magnitude of the effect, consider our most demanding specification from
Column (3) which includes state × year fixed effects. Our estimation shows that a one
27Indeed, for our sample of U.S. banks, the standards for LLPs are derived from an incurred loss model.That is, banks have to rely on observed factors that change the probability that loans will default. Thus,if loans are not independent from each other in a bank’s balance sheet, an increase in non-performing /defaulting loans likely predicts an increase in future defaults.
20
standard deviation increase in the acquiring BHC’s LLP leads to a rise of 0.09 (0.15 ∗ 0.64)
for that of the target bank, which corresponds to 15% of the target bank’s average LLP.
Our effect is therefore economically large and in line with Figure 3 in which we document
that the correlation between target banks’ and acquiring BHCs’ LLPs increases threefold,
on average, after the acquisition date.
One legitimate concern is that acquiring banks might select their target banks because
they have similar risk assessment practices. To rule out this endogeneity concern, we further
decompose our Post variable in year dummies around the acquisition date. We present
graphical evidence in Figure 4. Three important facts emerge. First, we observe that the
comovement in LLPs between acquiring banking groups and target bansk does not increase
before the acquisition date. This indicates that acquiring groups do not select banks with
increasingly similar risk practices before the transaction. Second, the increase in comovement
is not statistically different from zero until two years after the acquisition. This is consistent
with the idea in organization theory that it takes time to transmit corporate culture across
organizations. Third, we find that the effect is permanent. This rules out an additional
concern that acquiring banks might selectively acquire new banking subsidiaries to benefit
in the short-term from discretion in target bank’s risk assessments.28
We further corroborate our results with multivariate tests. Table 4 reports the results
of our estimation of Equation (1) with a decomposition of our effect.29 The coefficients
on the years t − 5 to t − 1 interacted with the loan loss provision of the BHC are not
statistically different from zero across the four specifications. This again indicates that the
increase in comovement in LLPs between target banks and acquiring banking groups was
not anticipated. The coefficient on years t and t + 1 are relatively small in magnitude and
not always statistically different from zero either, which suggests that the transmission of
corporate culture takes two years to be really effective. The coefficient of interest is then
28The benefits include earnings management and circumventing capital adequacy requirements.29In Table 4, we do not report the non-interacted coefficients on Post Acquisition and LLP BHC for ease
of presentation.
21
positive and statistically significant for years t+ 2 to t+ 5. Its magnitude is increasing over
time, suggesting that the corporate culture of the BHC slowly influences the risk assessment
practices of the newly acquired subsidiary. Finally, the results in Table 4 confirm that the
increase in LLP comovement is permanent, since the coefficient on years t + 6 and onward
is positive and statistically significant.
Another way to check for the possibility of endogeneity between LLP choice and acqui-
sition is to study if the distance in LLP between the target and the BHC before acquisition
can predict the year of the acquisition. If acquiring banking groups were able to identify po-
tential targets that have similar risk assessment policies and decide to acquire them because
of their cultural proximity, we should observe that the distance in LLPs predict the moment
of acquisition. To test if this is the case, we run the likelihood that the target is acquired
at year t on the distance in LLPs between the BHC and the target and include the same
controls and fixed effects as before. Reassuringly, the distance variable is never significant
(p-val=0.6), confirming that the proximity/distance in risk culture is not a dimension on
which BHC base their acquisition decisions (cf. Appendix C).30
5.2 Cross-Sectional Results
In the previous subsection, we present empirical evidence consistent with our first hypoth-
esis that corporate culture in the form of risk assessment practices is gradually transmitted
from acquiring groups to acquired banks. In this subsection, we follow Angrist and Krueger
(2001) who argue that the effect of exogenous sources of variation should vary predictably
across affected subjects. Thus, we further explore whether the transmission of risk assess-
ment practices is more pronounced for some specific sub-samples of banks, and we formally
test our second, third and fourth hypotheses.
30To compute the distance in LLp between acquiring banking groups and target banks we proceed intwo steps. We first estimate the residuals of a regression of observed level in loan loss provision on knowneconomic determinants (Beatty and Liao, 2014). Next, we select the residuals of the previous regression asthe fraction of LLP that is not explained by observable characteristics and compute the difference betweenthe residuals of the acquiring group and that of the target bank. We label this variable as the distance inLLP between acquiring groups and target banks.
22
First we test our second hypothesis that the transmission of corporate culture is more
pronounced when acquiring banking groups and target banks are located in the same ge-
ographical area. To do so, we create an indicator variable, Same MSA, that equals one if
acquiring BHCs and target banks are located in the same metropolitan statistical area, and
zero otherwise. This happens in 11.6% of the acquisitions in our sample. Table 5 reports
the results. The coefficient on LLP BHC × Post Acquisition is positive and statistically
significant at the 1% level across all specifications. This suggests that after the acquisition,
target banks’ LLPs follow a pattern that is closer to that of their acquiring BHC, when
target banks are located in a different MSA compared to their acquiring BHC. Furthermore,
the coefficient on LLP BHC × Post Acquisition × Same MSA is also positive and statis-
tically significant at the 1% level in the four specifications. This indicates that the increase
in the comovement in LLPs between acquiring banking groups and target banks is two times
stronger when both banks are located in the same MSA than when banks are not located
in the same MSA. It supports our second hypothesis, that geographical proximity enhances
the transmission of corporate culture in acquisitions.
Next, we test our third hypothesis, that the transmission of corporate culture is stronger
when the relative size of target banks is smaller. To do so, we first compute a continuous
variable, (Size Acquired)/(Size BHC), equal to the ratio of the target bank size over the
size of the acquiring BHC. Larger values indicate that the size of the target bank is higher
relative to that of its acquiring BHC. At the median, the size of the acquired bank represents
14.6% of that of its acquiring banking group. Table 6 displays our results. The coefficient
on LLP BHC × Post Acquisition is positive and statistically significant at the 1% level,
while the coefficient on LLP BHC × Post Acquisition × (Size Acquired)/(Size BHC) is
negative and statistically significant at the 1% level across all specifications. This suggests
that the increase in comovement between acquiring and target banks’ LLP is, on average,
smaller when the relative size of the target is high. Specifically, our analysis reveals that
moving from the 25th to the 75th percentile in terms of size ratio decreases the comovoment
23
in LLPs by 25%. The results in Table 6 are in line with our third hypothesis that the larger
the target bank is relative to the acquiring BHC, the more resistant it is to the transmission
of corporate culture in acquisitions.
Finally, we test our fourth and last hypothesis, that the transmission of culture in terms
of risk assessment practices will be more pronounced when stand-alone banks are acquired
by a banking group. To do so, we create a dummy variable Independent To Group, that
equal one if the acquirer is a group and the target a stand-alone bank, and zero otherwise.
Table 7 reports the results with the same four specifications we have used so far. Across all
specifications, the coefficient on LLP BHC × Post Acquisition × Independent To Group
is positive and statistically significant at the 1% level. In term of economic magnitude, the
coefficient is equal or slightly higher than the coefficient on LLP BHC × Post Acquisition,
which implies that the increase in comovement in LLPs is at least twice (sometimes three
times) larger when the target is a stand-alone bank and the acquirer is a group, relative to
other pairing possibilities. This finding supports our fourth hypothesis.
5.3 Aggressive Pairing
One remaining question pertains to the implication of this transmission of risk culture in
terms of general risk for the financial industry. In particular, does this increase in comove-
ment in LLPs increases or decreases the “aggressiveness” of the target bank? To answer this
question, we need to be able to identify “risk-taker / aggressive” banks and “risk-adverse /
conservative” banks. We rely on the accounting literature that studies the determinants of
LLPs and compute the residual of the LLPs after having controlled for our different known
economic determinants (in particular changes in non-performing loans and earnings before
loan loss provision).31 We identify a bank as “risk-taking” if the residual is negative, i.e if its
actual amount of LLPs is lower than the amount predicted by its economic characteristics.
Similarly, we consider a bank as being “risk-adverse” if the residual is positive, meaning that
31See for instance Beatty and Liao (2011) for a similar methodology.
24
the actual amount of LLPs of the bank is higher than the predicted amount.
After having classified banks has aggressive or conservative, we construct a dummy vari-
able Aggressive Pairing that equal one if the BHC was identified as “aggressive” and the
target is aggressive after the acquisition took place. Because the dependent variable mea-
sures directly the behavior of the target relative to the acquiring BHC, we only have to
include the variable Post Acquisition in the regression. The coefficient on this variable will
capture the extent to which following the acquisition, the target is more likely to become
aggressive if its acquiring banking group is also aggressive. Table 8 reports the results of
this regression. We find that on average, target banks are more likely to become aggressive
if the BHC is itself more aggressive after the acquisition. In term of economic magnitude,
the acquisition increases the probability that the target bank becomes more aggressive by
2 to 5 percentage points, which represents a relative increase of 5% to 10%.32 This addi-
tional result is important because prior researches in accounting have shown that aggressive
reporting related to future loan defaults was related to banks’ risk profile and their ability
to survive and to keep providing funding to the economy during economic downturns (e.g.,
Bushman and Williams, 2012; Ng and Roychowdhury, 2015). Our findings shed light on
the fact that banks’ acquisitions lead target banks to become more aggressive in terms of
reporting strategy, after accounting for the riskiness of their assets, which has implications
for the stability of the financial system.
6 Robustness Tests
In this section, we perform various additional tests to ensure the robustness of our main
findings and the validity of our research design to support a causal claim.
32Because the different bank-level controls have already been filtered out when we computed the residual,we do not need to reinclude the controls, which explains why column (4) has only state level controls.
25
Sample period Our dataset is a panel of banks from 1976 to 2005. As noted in Section
3.1, one challenge is that following the enactment of the Riegle-Neal Act in 1995, BHCs were
allowed to consolidate their balance sheets nationwide. This implies that after 1995, only a
subset of BHCs continued to report subsidiary-level data. To account for this concern, we
follow Landier et al. (2015) and perform a robustness test in which we restrict our sample
to the 1976 - 1995 period. In untabulated results, we find that the coefficient on LLP BHC
× Post Acquisition remains positive and statistically significant at the 1% level across all
four specifications in our baseline model. This indicates that our results are not affected by
variations in our sample period.
Matching Strategy One additional concern is that acquired banks may systematically
differ from non-acquired ones. In Section 5, the results in Figure 3 and Table 4 already
indicate that banking groups do not select target banks based on similar patterns in loan
loss provisions prior to the acquisition. That is, acquiring and target banks do not share
increasingly similar risk assessment cultures before the acquisition. However, one endogeneity
concern remains, since we cannot fully rule out the existence of a common factor between
target banks and yet-to-be-acquired target banks (our control group throughout the previous
section) that would lead to an increase in the comovement in LLPs between acquired and
acquiring groups that is not related to the acquisition itself.
To account for this endogeneity concern, we use a matching strategy to create an addi-
tional control group of non-acquired banks. Specifically, for each acquired bank we select its
nearest neighbor from the set of banks that are located in the same U.S. state and are not
acquired during our sample period. We match banks on all the controls use previously.33 We
require our matched banks to be economically comparable to their acquired counterparts,
which leads to a decrease by 50% in the number of unique acquisitions used to create this
33We follow Fresard and Valta (2015) and use a matching algorithm that reduces the Mahalanobis distanceacross treated and matched banks. Our results are qualitatively similar if we use a propensity score matchingtechnique.
26
additional control group.34 Appendix B presents the descriptive statistics for our sample of
acquired and matched banks. The univariate tests in differences between the two groups
suggest that the two groups are comparable since we fail to find any statistical difference.
We next examine whether the comovement in LLPs also increases between matched
banks and acquiring banking groups. We create an indicator variable, Treated, that equals
one for acquired banks, and zero otherwise. Table 9 reports the results. The coefficient on
LLP BHC × Post Acquisition is not statistically different from zero in the four specifica-
tions. This indicates that we fail to find an increase in the comovement in LLPs between
acquiring groups and the closest local neighbors to acquired banks. On the contrary, the
coefficient on LLP BHC × Post Acquisition × Treated is positive and statistically signif-
icant in all specifications. In short, we find that the comovement in LLPs increases only for
acquired banks and not for their matched counterparts. We interpret this result as evidence
that we capture the causal effect of the transmission of corporate culture from acquiring to
target banks rather than a spurious effect due to acquired banks’ characteristics.35
Regulation and Technology One concern is that our results could be driven by changes
in banking regulation. Indeed, a recent study by Jiang et al. (2015) provides evidence
that increased competition due to state-level banking deregulation leads to a decrease in
discretionary accruals for BHCs. We first rule out this concern by adding state × year fixed
effects in our model, that controls for time-varying changes in deregulation at the state level.
However, to further investigate this possibility, we perform an additional test and cut our
sample into two periods. Specifically, we split our sample based on whether acquisitions
where performed before or after 1990. The intuition for this test is that since the first set
of significant interstate deregulation events occurred in the late 1970s and in the 1980s, our
34Specifically, we drop matched and acquired banks for which the Mahalanobis distance between matchedand acquired banks is higher than 0.7. This criterion ensures that acquired and matched firms are statisticallycomparable in the year preceding the acquisition. However, in untabulated tests we find that our results arerobust to the inclusion of matched banks that are not fully statistically comparable before the acquisition.
35To be more specific, the causal interpretation of our results hinges on the absence of an unobservablefactor that is not related to any observable and risk factors of the target banks and that would still causethe increase in comovement in LLPs between acquiring and target banks absent the acquisition.
27
effect should be concentrated in the pre-1990 period if we are capturing primarily a change in
behavior driven by banking deregulation. However, in untabulated analyses we find that the
coefficients on LLP BHC × Post Acquisition are statistically significant at conventional
levels for both the pre-1990 period and the post-1990 period.
Discretionary loan loss provision In our analyses, we examine the change in comove-
ment in loan loss provision for acquiring and target banks around the acquisition date using
raw levels of LLPs. An alternative methodological choice is to follow a two-stage process.
Indeed, other accounting studies usually first predict the level of LLP using observable char-
acteristics and then use the residuals of this regression as the discretionary / unexplained
level of LLP in their tests (see Section 5 in Beatty and Liao (2014) for a review of such
models). In Table 10, we repeat our main analysis except that we replace target and ac-
quiring banks’ LLPs in our model with the unexplained part of LLPs used to plot Figure
2.36 Our results remain unaffected.37 This means that in our previous tests, we document
an increase in the comovement in LLPs that is not explained by observable bank and state
characteristics. In other words, we capture the effect of corporate culture on bank managers’
discretion in assessing provisions for future loan losses.
In our main model, we include the change in non-performing loans in t and t−1 to account
for risk factors / signals / economic determinants about loans’ future default probability.
In their review paper, Beatty and Liao (2014) discuss various specifications in the models
used in the accounting literature to predict the expected level of loan loss provisions. To
ensure the robustness of our findings, we repeat our main analyses and include the following
additional regressors: change in non-performing loans in t − 2, change in non-performing
loans in t + 1, non-performing loans in level in t and t-1. Our results remain unchanged
36Specifically, we follow Beatty and Liao (2011) and regress the level of LLPs on changes in non-performingloans in year t and year t − 1.We also add earnings before loan loss provision in our model. However, wedo not include the Tier I risk-adjusted capital ratio in our model, since this information is not available forprivate banks throughout our sample period.
37This is expected, as the two approaches are in fact similar, since in our main tests we explicitly controlfor the determinants used to predict normal / expected level of LLPs.
28
(untabulated).
Measure of loan loss provision In our analyses, we use as a covariate the average LLP
of acquiring banking groups computed as the simple average of LLP for all subsidiaries of
this banking group already owned by the BHC in the year before the acquisition. As a
robustness test, we compute this variable as the weighted average of LLP of all subsidiaries
already owned by the BHC prior to the acquisition, using subsidiary size (total assets) as
a weighting criterion. Table 11 displays the results. The coefficient on Post Acquisition ×
LLP BHC is positive and statistically significant at the 1% level across all specifications,
indicating that our results are not affected by our methodological choice in computing the
BHC average loan loss provision.38
Public versus Private One final concern would be that our results are driven by changes
in demand for reporting characteristics driven by acquisitions of private banks by public
banks with different use of accounting numbers, which may not necessarily capture changes
in risk culture relative to future loan default. In our sample, 51% of the acquisitions are
completed by public acquiring banks. In untabulated analyses, we repeat our main tests by
our main model for public and private acquiring banks separately. Our results hold and are
similar for both groups, suggesting that our effect is not solely driven by acquisitions from
public BHC.
7 Conclusion
In this paper, we attempt to shed light on how corporate risk culture is transmitted across
organizations. To do so, we use bank acquisitions and provide plausibly causal evidence of
a transmission of corporate culture in terms of risk assessment from acquiring groups to
acquired banking subsidiaries. Specifically, we find an increase in comovement in target and
38Note that we do not take the raw level of the BHC’s LLP directly, since we want to compare the changeof comovement in LLP between the already owned subsidiaries and the newly acquired one.
29
acquiring banks’ loan loss provisions after the acquisition. We perform multiple robustness
tests and ensure that our results are unlikely to be explained by reverse causality and selection
concerns. Our results are relevant to regulators who attempt to circumvent risky behavior
in the financial industry that could jeopardize the stability of financial markets.
30
References
Ahern, K., D. Daminelli, and C. Fracassi, 2012, Lost in Translation? The Effect of Cultural
Values on Mergers around the World, Journal of Financial Economics, Forthcoming.
Ahmed, S., C. Takeda, and S. Thomas, 1999, Bank Loan Loss Provisions: A Reexami-
nation of Capital Management, Earnings Management and Signaling Effects, Journal of
Accounting and Economics 28, 1 – 25.
Angrist, J., and A. Krueger, 2001, Instrumental Variables and the Search for Identification:
From Supply and Demand to Natural Experiments, Journal of Economic Perspectives 15,
69 – 85.
Audretsch, D., and M. Feldman, 1996, R&D Spillovers and the Geography of Innovation and
Production, American Economic Review 86, 630 – 640.
Audretsch, D., and M. Feldman, 2004, Knowledge Spillovers and the Geography of Innova-
tion, Handbook of Regional and Urban Economics 4, 2713 – 2739.
Baik, B., J.-K. Kang, and J.-M. Kim, 2010, Local Institutional Investors, Information Asym-
metries, and Equity Returns, Journal of Financial Economics 97, 81 – 106.
Barberis, N., A. Shleifer, and J. Wurgler, 2005, Comovement, Journal of Financial Eco-
nomics 75, 283 – 317.
Beatty, A., S. Chamberlain, and J. Magliolo, 1995, Managing Financial Reports of Com-
mercial Banks: The Influence of Taxes, Regulatory Capital, and Earnings, Journal of
Accounting Research 33, 231 – 261.
Beatty, A., B. Ke, and K. Petroni, 2002, Earnings Management to Avoid Earnings Decline
across Publicly and Privately Held Banks, Accounting Review 77, 547 – 570.
Beatty, A., and S. Liao, 2011, Do Delays in Expected Loss Recognition Affect Banks’ Will-
ingness to Lend?, Journal of Accounting and Economics 52, 1 – 20.
Beatty, A., and S. Liao, 2014, Financial Accounting in the Banking Industry: A Review of
the Empirical Literature, Journal of Accounting and Economics 58, 339 – 383.
Benmelech, E., and C. Frydman, 2015, Military CEOs, Journal of Financial Economics 117,
43 – 59.
31
Berson, Y., S. Oreg, and T. Dvir, 2008, Ceo Values, Organizational Culture and Firm
Outcomes, Journal of Organizational Behavior 29, 615–633.
Bertrand, M., E. Duflo, and S. Mullainathan, 2004, How Much Should We Trust Differences-
in-Differences Estimates?, Quarterly Journal of Economics 119, 249 – 275.
Biggerstaff, L., D. Cicero, and A. Puckett, 2015, Suspect CEOs, Unethical Culture, and
Corporate Misbehavior, Journal of Financial Economics 117, 98 – 121.
Boissel, C., 2014, Can Big Players Affect Aggregate Lending Fluctuations? Evidence from
Banks Acquisitions, Working Paper.
Bushman, R., R. Davidson, A. Dey, and A. Smith, 2015, Bank CEO Materialism, Corporate
Culture and Risk, Working Paper.
Bushman, R., and C. Williams, 2012, Accounting Discretion, Loan Loss Provisioning, and
Discipline of Banks’ Risk-Taking, Journal of Accounting and Economics 54, 1 – 18.
Bushman, R., and C. Williams, 2015, Delayed Expected Loss Recognition and the Risk
Profile of Banks, Journal of Accounting Research 53, 511 – 553.
Cai, Y., and M. Sevilir, 2012, Board Connections and M&A Transactions, Journal of Finan-
cial Economics 103, 327 – 349.
Capron, L., and J.-C. Shen, 2007, Acquisitions of Private vs. Public Firms: Private Infor-
mation, Target Selection, and Acquirer Returns, Strategic Management Journal 28, 891 –
911.
Carlino, G., and W. Kerr, 2014, Agglomeration and Innovation, Working Paper.
Cheng, I.-H., H. Hong, and J. Scheinkman, 2014, Yesterday’s Heroes: Compensation and
Risk at Financial Firms, Working Paper.
Collins, J., D. Shackelford, and J. Wahlen, 1995, Bank Differences in the Coordination of
Regulatory Capital, Earnings, and Taxes, Journal of Accounting Research 33, 263 – 291.
Coval, J., and T. Moskowitz, 2001, The Geography of Investment: Informed Trading and
Asset Prices, Journal of Political Economy 109, 811 – 841.
Cronqvist, H., A. Low, and M. Nilsson, 2009, Does Corporate Culture Matter for Firm
Policies? Working Paper.
32
Davidson, R., A. Dey, and A. Smith, 2015, Executives’ “Off-the-Job” Behavior, Corporate
Culture, and Financial Reporting Risk, Journal of Financial Economics 117, 5 – 28.
Erel, I., 2011, The Effect of Bank Mergers on Loan Prices: Evidence from the United States,
Review of Financial Studies 24, 1068 – 1101.
Fahlenbrach, R., R. Prilmeier, and R. Stulz, 2012, This Time Is the Same: Using Bank
Performance in 1998 to Explain Bank Performance during the Recent Financial Crisis,
Journal of Finance 67, 2139 – 2185.
Fahlenbrach, R., and R. Stulz, 2011, Bank CEO Incentives and the Credit Crisis, Journal of
Financial Economics 99, 11 – 26.
Feldman, M., and D. Kogler, 2010, Stylized Facts in the Geography of Innovation, Handbook
of the Economics of Innovation 1, 381 – 410.
Fisman, R., D. Paravisini, and V. Vig, 2015, Cultural Proximity and Loan Outcomes, Work-
ing Paper.
Fresard, L., and P. Valta, 2015, How Does Corporate Investment Respond to Increased Entry
Threat?, Working Paper.
Garmaise, M., and T. Moskowitz, 2006, Bank Mergers and Crime: The Real and Social
Effects of Credit Market Competition, Journal of Finance 61, 495 – 538.
Gaspar, S., 2015, Internal Communication and Performance in Banking Organizations,
Working Paper.
Gormley, T., and D. Matsa, 2014, Common Errors: How to (and Not to) Control for Unob-
served Heterogeneity, Review of Financial Studies 27, 617 – 661.
Grinblatt, M., and M. Keloharju, 2001, How Distance, Language, and Culture Influence
Stockholdings and Trades, Journal of Finance 56, 1053 – 1073.
Grossman, S., and O. Hart, 1986, The Costs and Benefits of Ownership: A Theory of Vertical
and Lateral Integration, Journal of Political Economy 94, 691 – 719.
Guiso, L., P. Sapienza, and L. Zingales, 2015, The Value of Corporate Culture, Journal of
Financial Economics 117, 60 – 76.
Guttman, J., 2003, Repeated Interaction and the Evolution of Preferences for Reciprocity,
Economic Journal 113, 631 – 656.
33
Hermalin, B., 2001, Economics and Corporate Culture, in C.L. Cooper, S. Cartwright, and
P.C. Earley, eds., The International Handbook of Organizational Culture and Climate
(John Wiley & Sons).
Hofstede, G., B. Neuijen, D. Daval Ohayv, and G. Sanders, 1983, Measuring Organizational
Cultures: A Qualitative and Quantitative Study across Twenty Cases, Administrative
Science Quarterly 35, 286 – 316.
Hombert, J., and A. Matray, 2014, The Real Effects of Lending Relationships: Evidence
from Innovative Firms and Inventor Mobility, Working Paper.
Jaffe, A., M. Trajtenberg, and R. Henderson, 1993, Geographic Localization of Knowledge
Spillovers as Evidenced by Patent, Quarterly Journal of Economics 108, 577 – 598.
Jayaratne, J., and P. Strahan, 1996, The Finance-Growth Nexus: Evidence from Bank
Branch Deregulation, Quarterly Journal of Economics 111, 639 – 670.
Jayaratne, J., and P. Strahan, 1998, Entry Restrictions, Industry Evolution and Dynamic
Efficiency: Evidence from Commercial Banking, Journal of Law and Economics 41, 239 –
274.
Jiang, L., R. Levine, and C. Lin, 2015, Competition and Bank Opacity, Working Paper.
Kahn, C., G. Pennacchi, and B. Sopranzetti, 2005, Bank Consolidation and the Dynamics
of Consumer Loan Interest Rates, Journal of Business 78, 99 – 133.
Karceski, J., S. Ongena, and D. Smith, 2005, The Impact of Bank Consolidation on Com-
mercial Borrower Welfare, Journal of Finance 60, 2043 – 2082.
Kreps, D., 1990, Corporate Culture and Economic Theory, in J.E. Alt, and K.A. Shepsle,
eds., Perspectives on Positive Political Economy , 90 – 143 (Cambridge: University Press).
Landier, A., D. Sraer, and D. Thesmar, 2015, Banking Integration and House Price Co-
movement: Historical Evidence from the Deregulation of Interstate Banking, Working
Paper.
Larcker, D., and B. Tayan, 2015, How Important Is Culture? An Inside Look at Keller
Williams Realty, Stanford Closer Look Series CGRP48, 1 – 9.
Liu, C., and S. Ryan, 1995, The Effect of Bank Loan Portfolio Composition on the Market
Reaction to and Anticipation of Loan Loss Provisions, Journal of Accounting Research 33,
77 – 94.
34
Liu, C., and S. Ryan, 2006, Income Smoothing over the Business Cycle: Changes in Banks’
Coordinated Management of Provisions for Loan Losses and Loan Charge-Offs from the
Pre-1990 Bust to the 1990s Boom, Accounting Review 81, 421 – 441.
Lo, A., 2015, The Gordon Gekko Effect: The Role of Corporate Culture in the Financial
Industry, Working Paper.
Malloy, C., 2005, The Geography of Equity Analysis, Journal of Finance 60, 719 – 755.
Masulis, R., C. Wang, and F. Xie, 2007, Corporate Governance and Acquirer Returns,
Journal of Finance 62, 1851 – 1889.
Matray, A., 2015, The Local Innovation Spillovers of Listed Firms, Working Paper.
Moretti, E., 2004, Human Capital Externalities in Cities, Handbook of Regional and Urban
Economics 4, 2243 – 2291.
Moyer, S., 1990, Capital Adequacy Ratio Regulations and Accounting Choices in Commercial
Banks, Journal of Accounting and Economics 13, 123 – 154.
Nahavandi, A., and A. Malekzadeh, 1988, Acculturation in Mergers and Acquisitions,
Academy of Management Review 13, 79 – 90.
Ng, J., and S. Roychowdhury, 2015, Loan Loss Reserves, Regulatory Capital, and Bank Fail-
ures: Evidence from the Recent Economic Crisis, Review of Accounting Studies, Forth-
coming.
Pacelli, J., 2015, Security Code Violations, Analysts’ Forecast Quality, and Corporate Cul-
ture, Working Paper.
Popadak, J., 2014, A Corporate Culture Channel: How Increased Shareholder Governance
Reduces Firm Value, Working Paper.
Prager, R., and T. Hannan, 1998, Do Substantial Horizontal Mergers Generate Significant
Price Effects? Evidence from the Banking Industry, Journal of Industrial Economics 46,
433 – 452.
Quinn, R., and K. Cameron, 1983, Organizational Life Cycles and Shifting Criteria for
Effectiveness, Management Science 29, 33 – 51.
Quinn, R., and J. Rohrbaugh, 1983, A Spacial Model of Effectiveness Criteria: Towards a
Competing Values Approach to Organizational Analysis, Management Science 29, 363 –
377.
35
Sapienza, P., 2002, The Effects of Banking Mergers on Loan Contracts, Journal of Finance
57, 329 – 367.
Thakor, A., 2015, Corporate Culture in Banking, Working Paper.
Weber, R., and C. Camerer, 2003, Cultural Conflict and Merger Failure: An Experimental
Approach, Management Science 49, 400 – 415.
Yu, J., R. Engleman, and A. Van de Ven, 2005, The Integration Journey: An Attention-
Based View of the Merger and Acquisition Integration Process, Organization Studies 26,
1501 – 1528.
36
Figure 1: Distribution of Bank Acquisitions over Time
The figure shows the number of acquisitions for each year in our sample. The acquisitions are determined by
changes in ultimate ownership using the Bank Holding Company item of the FED Call Reports database.
In our main analysis, the sample period is 1976 to 2005. We thus restrict our sample of acquisitions to the
1978 to 2003 period to ensure that we have at least two years of data pre and post acquisition for all target
banks in our sample.
010
020
030
040
050
0N
b. O
f Acq
uisi
tions
Per
Yea
r
1978 1980 1982 1984 1986 1988 1990 1992 1994 1996 1998 2000 2002 2004Year of Acquisition
37
Figure 2: LLP Correlation around Bank Acquisition
The figure shows the evolution of the average correlation in LLPs between the target and other subsidiaries of
the acquiring banking group around the year of acquisition. The correlation is computed between the target
LLP and the average LLP of all the subsidiaries of the acquiring banking group. We do it using a five-year
centered window for each acquisition. We then take the average correlation across all our observations for
each year around the acquisition date starting six years before the acquisition and ending six years after the
acquisition.
.1.1
5.2
.25
.3A
vera
ge C
orre
latio
n in
LLP
6 Y. Bef. Acqui.
5 Y. Bef. Acqui.
4 Y. Bef. Acqui.
3 Y. Bef. Acqui.
2 Y. Bef. Acqui.
1 Y. Bef. Acqui.
1st Y. After Acqui.
2 Y. After Acqui
3 Y. After Acqui
4 Y. After Acqui
5 Y. After Acqui
6 Y. After Acqui
38
Figure 3: Loan Loss Provisions Comovement around Acquisition
This figure shows the evolution of comovement in LLP between acquiring banks and target banks around theacquisition date. The specification is the same as in Equation (1) except that the Post Acquisition variable isreplaced by a collection of variables, Acquisition(k), where Acquisition(k) is a dummy equal to one exactlyk years after (or before if k is negative) the BHC acquires the target bank. The solid line plots the pointestimates for k = −6, . . . , 6, using the acquisition years k < 6 as the reference years. The dashed lines plotthe 95% confidence interval.
-.1
0.1
.2.3
Com
ovem
ent i
n LL
P
-6 -5 -4 -3 -2 -1 0 1 2 3 4 5 6
Years to Acquisition
39
Table
1:
Sum
mary
Sta
tist
ics
-A
cquis
itio
ns
Th
ista
ble
pre
sents
the
des
crip
tive
stat
isti
csfo
rou
rsa
mp
leof
ban
kin
gacq
uis
itio
ns
over
the
1976
to2005
per
iod
.
Mea
nP
25P
50P
75S.D
.T
arge
tB
ank
Tot
alL
oans
(Million
s)19
1.73
713
.262
28.6
3764
.527
1,64
0.15
0A
cquir
ing
Ban
kT
otal
Loa
ns
(Million
s)4,
090.
341
93.4
0756
6.59
62,
703.
181
1364
5.46
1N
um
ber
Subsi
dia
ries
per
Acq
uir
ing
Ban
k10
.349
1.00
04.
000
13.0
0013
.475
Num
ber
Subsi
dia
ries
per
Tar
get
Ban
k3.
767
1.00
01.
000
2.00
07.
813
Num
ber
ofM
erge
rsP
erA
cquir
ing
Ban
k15
.205
2.00
08.
000
19.0
0020
.014
Dum
my
Indep
enden
tT
arge
tA
cquir
edby
Gro
up
0.47
40.
000
0.00
01.
000
0.49
9B
HC
Tar
get
Tot
alA
sset
s/A
cquir
ing
Ban
kT
otal
Ass
ets
(%)
0.33
20.
047
0.14
60.
405
0.46
6D
um
my
Sam
eM
SA
Tar
get/
Acq
uir
ing
Ban
k0.
121
0.00
00.
000
0.00
00.
326
Agg
ress
ive
Pai
ring
0.40
10.
000
1.00
01.
000
0.49
1O
bse
rvat
ions
4,56
0
40
Table
2:
Sum
mary
Sta
tist
ics
-B
ank
Panel
Th
ista
ble
pre
sents
the
des
crip
tive
stat
isti
csfo
rou
rp
an
elof
ban
k-y
ear
ob
serv
ati
on
sov
erth
e1976
to2005
per
iod
.
Mea
nP
25P
50P
75S.D
.T
arge
tL
LP
/Tot
alL
oans
(%)
0.59
00.
164
0.38
30.
795
0.59
5T
arge
tT
otal
Ass
ets
(Million
s)0.
335
0.02
80.
057
0.12
32.
709
Tar
get
Tot
alL
oans
(Million
s)23
6.03
514
.154
30.5
3772
.003
2,72
1.53
3T
arge
tL
oan
Gro
wth
(%)
8.89
30.
000
6.70
815
.621
17.8
96T
arge
tN
onP
erfo
rmin
gL
oans
Gro
wth
(%)
-5.3
04-5
5.68
6-0
.970
42.2
3610
8.64
9T
arge
tL
ever
age
(%)
8.45
86.
838
7.91
69.
422
2.66
6T
arge
tL
oan
Con
centr
atio
n0.
404
0.34
00.
389
0.46
30.
134
Acq
uir
ing
Ban
k’
Subsi
dia
ries
Ave
rage
LL
P/T
otal
Loa
ns
(%)
0.53
80.
241
0.44
10.
722
0.45
5A
cquir
ing
Ban
kT
otal
Loa
ns
(Million
s)4,
138.
164
91.8
8962
4.01
02,
970.
048
1269
4.36
6A
cquir
ing
Ban
kT
otal
Ass
ets
(Million
s)6,
760.
806
163.
205
1,06
1.07
65,
186.
879
1999
2.27
4Sta
teP
opula
tion
(Million
s,L
og)
15.5
1715
.007
15.4
5916
.249
0.82
2Sta
teP
erso
nal
Inco
me
(Million
s,L
og)
18.1
3217
.539
18.1
4218
.818
0.92
3Sta
teP
erso
nal
Inco
me
Gro
wth
6.88
54.
897
6.32
18.
532
2.96
0D
ista
nce
inL
LP
s0.
003
-0.0
010.
001
0.00
50.
013
Obse
rvat
ions
56,0
46
41
Table 3: Baseline Results
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, corresponds tothe loan loss provision of target banks. Post Acquisition is an indicator variable that equals oneafter the acquisition of a target bank by another BHC, and zero otherwise. LLP BHC is equalto the average loan loss provision of all banking subsidiaries composing the acquiring BHC inthe year before the acquisition. All other variables are defined in Appendix A. Standard errorsare clustered at the acquisition level. ***, **, and * indicate statistical significance at the 1%,5% and 10% level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC 0.3468*** 0.2024*** 0.0664*** 0.1799***(0.0133) (0.0135) (0.0137) (0.0140)
Post Acquisition -0.0019*** -0.0017*** -0.0015*** -0.0037**(0.0001) (0.0001) (0.0001) (0.0017)
LLP BHC × Post Acquisition 0.2018*** 0.1892*** 0.1777*** 0.1327***(0.0175) (0.0172) (0.0182) (0.0183)
Leverage -0.0359***(0.0031)
Log(Asset) 0.0003**(0.0001)
Loan Growth -0.0060***(0.0003)
Loan Concentration -0.0003(0.0006)
Non Performing Loans Growth 0.0005***(0.0000)
Non Performing Loans Growth (t-1) 0.0007***(0.0001)
Population -0.0062***(0.0023)
Personal Income 0.0028(0.0017)
Personal Income Growth -0.0164***(0.0023)
Observations 56,046 56,046 56,046 56,046
R-Square 0.31 0.36 0.42 0.41
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
42
Table 4: Baseline Results - Decomposition
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, correspond to theloan loss provision of target banks. We break the Post Acquisition dummy with paired yearlydummies around the acquisition date. LLP BHC is equal to the average loan loss provisionof all banking subsidiaries composing the acquiring BHC in the year before the acquisition.The non-interacted LLP BHC and Post Acquisition variables are not reported for ease ofpresentation. All other variables are defined in Appendix A. Standard errors are clustered atthe acquisition level. ***, **, and * indicate statistical significance at the 1%, 5% and 10%level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC × Post Acquisition (t-5,t-3) -0.0753* -0.0425 -0.0242 -0.0125(0.0378) (0.0314) (0.0225) (0.0249)
LLP BHC × Post Acquisition (t-2,t-1) -0.0119 -0.0091 0.0034 -0.0112(0.0377) (0.0318) (0.0269) (0.0328)
LLP BHC × Post Acquisition (t,t+1) 0.0686* 0.0536 0.0678** 0.0672**(0.0400) (0.0388) (0.0307) (0.0307)
LLP BHC × Post Acquisition (t+2,t+3) 0.1863*** 0.1877*** 0.1903*** 0.1803***(0.0590) (0.0476) (0.0352) (0.0348)
LLP BHC × Post Acquisition (t+4,t+5) 0.2442*** 0.2555*** 0.2436*** 0.2335***(0.0540) (0.0349) (0.0271) (0.0296)
LLP BHC × Post Acquisition (≥t+6) 0.2158*** 0.2254*** 0.2261*** 0.2410***(0.0461) (0.0320) (0.0317) (0.0340)
Observations 56,046 56,046 56,046 56,046
R-Square 0.32 0.36 0.42 0.48
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
Bank-Controls - - - Yes
State-Controls - - - Yes
43
Table 5: Cross-Sectional Results - Geographic Proximity
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, corresponds tothe loan loss provision of target banks. Post Acquisition is an indicator variable that equalsone after the acquisition of a target bank by another BHC, and zero otherwise. LLP BHCis equal to the average loan loss provision of all banking subsidiaries composing the acquiringBHC in the year before the acquisition. Same MSA is an indicator variable equal to one if theacquiring banking group and its target bank are located in the same metropolitan statisticalarea. The single term is absorbed by the Acquistion FE. All other variables are defined inAppendix A. Standard errors are clustered at the acquisition level. ***, **, and * indicatestatistical significance at the 1%, 5% and 10% level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC 0.3702*** 0.2201*** 0.0789*** 0.2020***(0.0142) (0.0142) (0.0143) (0.0152)
Post Acquisition -0.0019*** -0.0017*** -0.0015*** -0.0036**(0.0001) (0.0001) (0.0001) (0.0018)
LLP BHC × Same MSA -0.1963*** -0.1400*** -0.0929** -0.1275***(0.0412) (0.0400) (0.0400) (0.0396)
Post Acquisition × Same MSA 0.0000 -0.0002 -0.0002 -0.0026(0.0003) (0.0003) (0.0003) (0.0053)
LLP BHC × Post Acquisition 0.1893*** 0.1787*** 0.1678*** 0.1312***(0.0190) (0.0186) (0.0197) (0.0203)
LLP BHC × Post Acquisition × Same MSA 0.1081** 0.0876** 0.0786* 0.0757*(0.0469) (0.0438) (0.0434) (0.0455)
Observations 56,046 56,046 56,046 56,046
R-Square 0.31 0.36 0.42 0.40
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
Bank-Controls - - - Yes
State-Controls - - - Yes
44
Table 6: Cross-Sectional Results - Size Ratio
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, corresponds tothe loan loss provision of target banks. Post Acquisition is an indicator variable that equals oneafter the acquisition of a target bank by another BHC, and zero otherwise. LLP BHC is equalto the average loan loss provision of all banking subsidiaries composing the acquiring BHC inthe year before the acquisition. (Size Acquired) / (Size BHC) is a continuous variable equal tothe ratio of the target bank’s size over the acquiring banking group’s size. The single term isabsorbed by the Acquistion FE. All other variables are defined in Appendix A. Standard errorsare clustered at the acquisition level. ***, **, and * indicate statistical significance at the 1%,5% and 10% level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC 0.3494*** 0.1917*** 0.0499*** 0.1689***(0.0136) (0.0134) (0.0137) (0.0143)
Post Acquisition -0.0019*** -0.0018*** -0.0016*** -0.0040**(0.0001) (0.0001) (0.0001) (0.0017)
LLP BHC × (Size Acquired)/(Size BHC) -0.0014 0.0559*** 0.0739*** 0.0516**(0.0231) (0.0227) (0.0212) (0.0218)
Post Acquisition × (Size Acquired)/(Size BHC) -0.0004** 0.0001 0.0001 0.0001(0.0002) (0.0002) (0.0002) (0.0002)
LLP BHC × Post Acquisition 0.2001*** 0.2021*** 0.1953*** 0.1468***(0.0173) (0.0170) (0.0182) (0.0184)
LLP BHC × Post Acquisition × (Size Acquired)/(Size BHC) -0.1449*** -0.1591*** -0.1353*** -0.1341***(0.0328) (0.0320) (0.0316) (0.0303)
Observations 56,046 56,046 56,046 56,046
R-Square 0.32 0.36 0.42 0.41
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year - - Yes -
Bank-Controls FE - - - Yes
State-Controls - - - Yes
45
Table 7: Cross-Sectional Results - Independent Banks Acquired by Groups
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, corresponds tothe loan loss provision of target banks. Post Acquisition is an indicator variable that equalsone after the acquisition of a target bank by another BHC, and zero otherwise. LLP BHCis equal to the average loan loss provision of all banking subsidiaries composing the acquiringBHC in the year before the acquisition. Independent To Group variable is an indicator variableequal to one if the target bank isn’t the subsidiary of a banking group, e.g. is independent, andthe acquiring bank holding company owns more than one subsidiary on the quarter before theacquisition. The single term is absorbed by the Acquistion FE. All other variables are definedin Appendix A. Standard errors are clustered at the acquisition level. ***, **, and * indicatestatistical significance at the 1%, 5% and 10% level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC 0.3420*** 0.2096*** 0.0796*** 0.1854***(0.0172) (0.0173) (0.0172) (0.0174)
Post Acquisition -0.0019*** -0.0016*** -0.0014*** -0.0016(0.0002) (0.0002) (0.0002) (0.0016)
LLP BHC × Independent To Group 0.0118 -0.0164 -0.0339 -0.0197(0.0270) (0.0257) (0.0246) (0.0268)
Post Acquisition × Independent To Group -0.0003 -0.0004** -0.0004** -0.0004*(0.0002) (0.0002) (0.0002) (0.0002)
LLP BHC × Post Acquisition 0.1298*** 0.1247*** 0.1243*** 0.0878***(0.0227) (0.0219) (0.0215) (0.0223)
LLP BHC × Post Acquisition × Independent To Group 0.1736*** 0.1579*** 0.1364*** 0.1372***(0.0349) (0.0337) (0.0338) (0.0345)
Observations 56,046 56,046 56,046 56,046
R-Square 0.31 0.36 0.42 0.41
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
Bank-Controls - - - Yes
State-Controls - - - Yes
46
Table 8: Aggressive Pairing
This table compares the likelihood that the target becomes more “aggressive” (residual in LLPsnegative) if the acquiror is more aggressive over the 1976 - 2005 period. The dependent variable,Aggressive Pairing is a dummy variable that equals one if the target and the acquiring BHChave negative residual LLPs. Post Acquisition is an indicator variable that equals one afterthe acquisition of a target bank by another BHC, and zero otherwise. All other variables aredefined in Appendix A. Standard errors are clustered at the acquisition level. ***, **, and *indicate statistical significance at the 1%, 5% and 10% level, respectively.
Dependent Variable: Aggressive Pairing(1) (2) (3) (4)
Post Acquisition 0.0561*** 0.0370*** 0.0189** 0.0216***(0.0064) (0.0088) (0.0086) (0.0087)
Population 0.0442(0.1884)
Personal Income 0.1653(0.1568)
Personal Income Growth 2.4057***(0.1807)
Observations 56,046 56,046 56,046 56,046
R-Square 0.152 0.163 0.277 0.197
Acquirer FE - Yes - Yes
Year FE - - Yes -
State-Year FE - - - Yes
47
Table 9: Robustness Test - Matching Procedure
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, correspond tothe loan loss provision of target banks. Post Acquisition is an indicator variable that equalsone after the acquisition of a target bank by another BHC, and zero otherwise. LLP BHCis equal to the average loan loss provision of all banking subsidiaries composing the acquiringBHC in the year before the acquisition. Treated is an indicator variable equal to one if a bankis acquired and zero for its matched counterpart. All other variables are defined in AppendixA. Standard errors are clustered at the acquisition level. ***, **, and * indicate statisticalsignificance at the 1%, 5% and 10% level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC 0.3131*** 0.1689*** 0.0275* 0.1444***(0.0171) (0.0157) (0.0147) (0.0137)
Post Acquisition -0.0015*** -0.0004** -0.0004*** -0.0043***(0.0001) (0.0002) (0.0002) (0.0016)
LLP BHC × Post Acquisition -0.0563** -0.0355 -0.0080 -0.0447**(0.0256) (0.0239) (0.0213) (0.0216)
LLP BHC × Post Acquisition × Treated 0.1964*** 0.1935*** 0.1921*** 0.1730***(0.0364) (0.0344) (0.0326) (0.0313)
Observations 54,075 54,075 54,075 54,075
R-Square 0.31 0.35 0.42 0.42
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
Bank-Controls - - - Yes
State-Controls - - - Yes
48
Table 10: Robustness Test - LLP Residuals
This table compares loan loss provisions of target banks to those of their acquiring bank hold-ing companies over the 1976 - 2005 period. The dependent variable, LLP Target Residuals,corresponds to the residuals of a model adapted from Beatty and Liao (2014) that estimatethe level of loan loss provision of target banks. Post Acquisition is an indicator variable thatequals one after the acquisition of a target bank by another BHC, and zero otherwise. LLPBHC is equal to the average loan loss provision residuals of all banking subsidiaries composingthe acquiring BHC in the year before the acquisition, computed following the same model asthe dependent variable. All other variables are defined in Appendix A. Standard errors areclustered at the acquisition level. ***, **, and * indicate statistical significance at the 1%, 5%and 10% level, respectively.
Dependent Variable: LLP Target Residuals(1) (2) (3) (4)
LLP BHC Residual 0.1820*** 0.1806*** 0.0578*** 0.1727***(0.0136) (0.0139) (0.0139) (0.0139)
Post Acquisition -0.0005*** -0.0004*** -0.0003*** 0.0019(0.0001) (0.0001) (0.0001) (0.0015)
LLP BHC Residual × Post Acquisition 0.2170*** 0.2203*** 0.1882*** 0.2132***(0.0194) (0.0197) (0.0192) (0.0196)
Observations 56,046 56,046 56,046 56,046
R-Square 0.13 0.13 0.21 0.14
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
State-Controls - - - Yes
49
Table 11: Robustness Test - LLP Weighted
This table compares loan loss provisions of target banks to those of their acquiring bank holdingcompanies over the 1976 - 2005 period. The dependent variable, LLP Target, corresponds tothe loan loss provision of target banks. Post Acquisition is an indicator variable that equals oneafter the acquisition of a target bank by another BHC, and zero otherwise. LLP BHC is equalto the weighted average loan loss provision of all banking subsidiaries composing the acquiringBHC in the year before the acquisition. We use subsidiary size as a weighting criterion. Allother variables are defined in Appendix A. Standard errors are clustered at the acquisitionlevel. ***, **, and * indicate statistical significance at the 1%, 5% and 10% level, respectively.
Dependent Variable: LLP Target(1) (2) (3) (4)
LLP BHC 0.3580*** 0.1933*** 0.0566*** 0.1716***(0.0127) (0.0129) (0.0132) (0.0134)
Post Acquisition -0.0018*** -0.0017*** -0.0015*** -0.0030*(0.0001) (0.0001) (0.0001) (0.0017)
LLP BHC × Post Acquisition 0.1449*** 0.1620*** 0.1622*** 0.1061***(0.0161) (0.0161) (0.0171) (0.0174)
Observations 56,046 56,046 56,046 56,046
R-Square 0.31 0.35 0.42 0.41
Acquisition FE Yes Yes Yes Yes
Year FE - Yes - Yes
State-Year FE - - Yes -
Bank-Controls - - - Yes
State-Controls - - - Yes
50
App
endix
A:
Vari
able
Definit
ion
and
Sourc
es
Var
iable
Nam
eV
aria
ble
Con
stru
ctio
nS
ourc
eL
LP
Loa
nlo
ssp
rovis
ion
(ite
mriad4230
)ov
erto
tal
loan
s(i
tem
rcfd2122
)F
ED
Cal
lR
epor
t
Pos
tA
cqu
isit
ion
Ind
icat
oreq
ual
toon
eaf
ter
the
acqu
isit
ion
dat
e,an
dze
root
her
wis
e.A
cqu
isit
ion
sar
eid
enti
fied
FE
DC
all
Rep
ort
usi
ng
chan
ges
inow
ner
ship
(ite
mrssd9348
)L
og(A
sset
s)L
ogar
ith
mof
ban
ks’
tota
las
sets
(ite
mrcfd2170
)F
ED
Cal
lR
epor
t
Lev
erag
eD
ebt
(ite
mrcfd3210
)ov
erto
tal
asse
ts(i
tem
rcfd2170
)F
ED
Cal
lR
epor
t
Loa
nG
row
thG
row
thra
teof
ban
ks’
tota
llo
ans
(ite
mrcfd2122
)F
ED
Cal
lR
epor
t
Loa
nC
once
ntr
atio
nH
HI
ofth
efo
llow
ing
loan
cate
gori
es:
real
esta
telo
ans
(ite
mrcfd1410
),ag
ricu
ltu
ral
loan
s(i
tem
rcfd1590
),F
ED
Cal
lR
epor
tC
&I
loan
s(i
tem
rcfd1600
)an
dlo
ans
toin
div
idu
als
(ite
mrcfd1975
)N
on-P
erfo
rmin
gL
oan
Gro
wth
Gro
wth
rate
ofb
anks’
non
-per
form
ing
loan
s,co
mp
ute
das
the
sum
ofit
emsrcfd1403
andrcfd1407
FE
DC
all
Rep
ort
Siz
eR
atio
Rat
ioof
acquir
ing
BH
C’s
tota
las
sets
tota
rget
BH
C’s
tota
las
sets
the
qu
arte
rp
rece
din
gth
eac
quis
itio
n.
FE
DC
all
Rep
ort
BH
C’s
tota
las
sets
are
the
sum
ofto
tal
asse
ts(i
tem
rcfd2170
)of
all
exis
tin
gsu
bsi
dia
ries
.
Pop
ula
tion
Log
ofto
tal
pop
ula
tion
BE
A
Per
son
alIn
com
eA
vera
gest
ate
per
son
alin
com
eB
EA
Per
son
alIn
com
eG
row
thC
han
gein
year
lyp
erso
nal
inco
me
BE
A
Sam
eM
SA
Ind
icat
oreq
ual
toon
eif
the
acqu
irin
gan
dta
rget
ban
ks
are
inth
esa
me
met
rop
olit
anst
atis
tica
lar
eaF
ED
Cal
lR
epor
t(i
tem
rssd9180
),an
dze
root
her
wis
e(S
ize
Acq
uir
ed)/
(Siz
eB
HC
)R
atio
ofta
rget
BH
C’s
tota
las
sets
over
acqu
irin
gB
HC
’sto
tal
asse
tson
the
qu
arte
rp
rece
din
gth
eac
qu
isit
ion
FE
DC
all
Rep
ort
BH
C’s
tota
las
sets
are
the
sum
ofto
tal
asse
ts(i
tem
rcfd2170
)of
all
exis
tin
gsu
bsi
dia
ries
.
Ind
epen
den
tT
oG
rou
pIn
dic
ator
vari
able
equ
alto
one
ifth
eta
rget
ban
kis
n’t
the
sub
sid
iary
ofa
ban
kin
ggr
oup
,e.
g.is
ind
epen
den
tF
ED
Cal
lR
epor
tan
dth
eac
qu
irin
gB
HC
own
sm
ore
than
one
sub
sid
iary
the
qu
arte
rb
efor
eth
eac
qu
isit
ion
.D
ista
nce
inL
LP
sD
iffer
ence
bet
wee
nth
eL
LP
sof
the
targ
etan
dth
eL
LP
sof
the
acqu
irin
gb
ank
(eve
nb
efor
eth
eB
HC
actu
ally
acquir
esth
eta
rget
)F
ED
Cal
lR
epor
t
51
App
endix
B:
Desc
ripti
ve
Sta
tist
ics
-M
atc
hin
g
This
table
pre
sents
the
des
crip
tive
stat
isti
csfo
rou
rsu
b-s
ample
sof
acquir
edban
ks
and
mat
ched
ban
ks.
We
const
ruct
our
sub-s
ample
ofm
atch
edban
ks
usi
ng
am
atch
ing
algo
rith
mth
atm
inim
izes
the
Mah
alan
obis
dis
tance
bet
wee
nob
serv
atio
ns
ofpre
-acq
uis
itio
nco
vari
ates
.B
ank
char
acte
rist
ics
are
mea
sure
din
the
end
ofth
eye
arb
efor
eth
eac
quis
itio
n.
We
imp
ose
the
requir
emen
tth
atta
rget
ban
ks
and
thei
rm
atch
edco
unte
rpar
tsb
elo
cate
din
the
sam
est
ate.
We
keep
3800
uniq
ue
acquis
itio
ns
inth
issa
mple
.T
he
num
ber
ofuniq
ue
acquis
itio
ns
inth
issa
mple
issm
alle
rth
anth
atof
our
mai
nan
alysi
sb
ecau
sew
ere
quir
eou
rm
atch
edsa
mple
ofban
ks
tob
est
atis
tica
lly
com
par
able
wit
hac
quir
edban
ks.
***,
**,
and
*in
dic
ate
stat
isti
cal
sign
ifica
nce
atth
e1%
,5%
and
10%
leve
l,re
spec
tive
ly.
Acq
uir
edB
anks
(N=
1900
)M
atch
edB
anks
(N=
1900
)V
aria
ble
Mea
nM
edia
nS.D
.M
ean
Med
ian
S.D
.D
iffer
ence
T-S
tati
stic
sL
LP
(%)
0.64
10.
408
0.62
50.
606
0.40
00.
588
-0.0
35(-
1.76
)
Lev
erag
e(%
)8.
437
8.05
92.
293
8.52
08.
191
2.06
60.
082
(1.1
7)
Log
Tot
alA
sset
s(M
illion
s)11
.133
11.0
091.
180
11.0
8710
.967
1.09
0-0
.045
(-1.
23)
Loa
nC
once
ntr
atio
n0.
422
0.40
10.
112
0.41
90.
398
0.10
6-0
.003
(-0.
94)
Loa
nG
row
th(%
)6.
197
6.09
113
.477
6.52
66.
358
11.7
080.
328
(0.8
0)
Non
-Per
form
ing
Loa
nG
row
th(%
)-1
0.73
3-9
.790
102.
413
-6.2
64-8
.556
105.
312
-4.4
69(-
1.31
)
Non
-Per
form
ing
Loa
nG
row
th(t
-1)
(%)
-15.
164
-14.
269
92.6
61-1
3.95
6-1
6.13
310
3.88
7-1
.208
(-0.
37)
52
Appendix C: Timing of Acquisition
This table shows the probability of the acquisition being realized depending on the distancebetween the distance in LLPs policies. Distance in LLP is the simple difference between theLLPs of the BHC that will acquire the target in the future and the LLPs of the target. Allother variables are defined in Appendix A. Standard errors are clustered at the acquisitionlevel. ***, **, and * indicate statistical significance at the 1%, 5% and 10% level, respectively.
Dependent Variable: Target Acquired(1) (2)
Distance in LLP 0.1115 0.0783(0.1790) (0.1792)
Leverage 0.5713*** 0.4258***(0.1399) (0.1473)
Loan Growth 0.1125*** 0.1274***(0.0148) (0.0147)
Loan Concentration 0.0024 0.0283(0.0207) (0.0307)
Real Estate Loan 0.0846** 0.0439(0.0355) (0.0392)
Non Performing Loans 0.0196 0.1238(0.1363) (0.1355)
Non Performing Loans (t-1) -0.4544*** -0.3613***(0.1256) (0.1261)
Non Performing Loans Growth -0.0041* -0.0051**(0.0022) (0.0022)
Observations 36,072 36,072
R-square 0.26 0.31
Bank FE Yes Yes
Year FE Yes Yes
State-Year FE - Yes
53